Common use of Partial Indemnification Clause in Contracts

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 81 contracts

Samples: Indemnification Agreement (Tetraphase Pharmaceuticals Inc), Wright Express Corporation (Wright Express CORP), Indemnification Agreement (Ameresco, Inc.)

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Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties fines or amounts paid in settlement settlement, actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding a Proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or fines and amounts paid in settlement to which the Indemnitee is entitled.

Appears in 63 contracts

Samples: Indemnification Agreement (BiomX Inc.), Indemnification Agreement (Marcus & Millichap, Inc.), Indemnification Agreement (Asta Funding Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement judgments and fines actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties judgments or amounts paid in settlement fines to which the Indemnitee is entitled.

Appears in 23 contracts

Samples: Indemnity Agreement (Merix Corp), Indemnity Agreement (Merix Corp), Indemnity Agreement (Merix Corp)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but not, however, referred to in Section 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 18 contracts

Samples: Indemnification Agreement (Relmada Therapeutics, Inc.), Indemnification Agreement (Actinium Pharmaceuticals, Inc.), Indemnification Agreement (Relmada Therapeutics, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation Company for some or a portion part of the Expenses, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding but not, however, for the total amount thereofamount, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such the Expenses, judgments, fines, penalties or fines and amounts paid in settlement to which the Indemnitee is entitled.

Appears in 18 contracts

Samples: Indemnity Agreement (Northwest Natural Gas Co), Indemnity Agreement (Lithia Motors Inc), Indemnity Agreement (Northwest Natural Gas Co)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgmentsjudgment, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action, suit or proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitledentitled pursuant to this Agreement.

Appears in 16 contracts

Samples: Indemnification Agreement (Fuel Systems Solutions, Inc.), Indemnification Agreement (Fuel Systems Solutions, Inc.), Indemnification Agreement (Ucbh Holdings Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgmentsjudgment, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by him/her in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement as to which the Indemnitee is entitledso entitled to indemnification.

Appears in 14 contracts

Samples: Indemnity Agreement (Energy Producers Inc), Indemnity Agreement (Energy Producers Inc), Indemnity Agreement (Energy Producers Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or on his behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 13 contracts

Samples: Indemnification Agreement (Sycamore Networks Inc), Indemnification Agreement (Nashua Corp), Indemnification Agreement (Cmgi Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bank for some or a portion of the Expensesexpenses, judgmentsjudgment, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action, suit or proceeding, but not, however, for the total amount thereof, the Corporation Bank shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitledentitled pursuant to this Agreement.

Appears in 13 contracts

Samples: Indemnification Agreement (Ucbh Holdings Inc), Indemnification Agreement (Ucbh Holdings Inc), Indemnification Agreement (Ucbh Holdings Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, or penalties or amounts paid in settlement actually and reasonably incurred by him or on behalf of the Indemnitee her in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 13 contracts

Samples: Executive Employment Agreement (Peak Resorts Inc), Executive Employment Agreement (Peak Resorts Inc), Indemnification Agreement (Armstrong Energy, Inc.)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys’ fees), witness fees, damages, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but notaction, however, suit or proceeding referred to in Section 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 12 contracts

Samples: Employment Agreement (Commerce Energy Group, Inc.), Indemnification Agreement (Commerce Energy Group, Inc.), Employment Agreement (Commerce Energy Group Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, finesFines, penalties settlements and other amounts actually or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding Action, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, finessettlements, penalties or Fines and other amounts paid in settlement to which the Indemnitee is entitled.

Appears in 10 contracts

Samples: Indemnification Agreement (ConversionPoint Holdings, Inc.), Indemnification Agreement (ConversionPoint Holdings, Inc.), Indemnification Agreement (ConversionPoint Holdings, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensescosts, judgments, penalties, fines, penalties liabilities or amounts paid in settlement Expenses actually and reasonably incurred in connection with any action, suit or proceeding (including an action, suit or proceeding brought by or on behalf of the Indemnitee in connection with any Proceeding Corporation), but not, however, for all of the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensescosts, judgments, penalties, fines, penalties or amounts paid in settlement liabilities and Expenses actually and reasonably incurred to which the Indemnitee is entitled.

Appears in 9 contracts

Samples: Director and Officer Indemnification Agreement (Along Mobile Technologies Inc), Director and Officer Indemnification Agreement (Along Mobile Technologies Inc), Director and Officer Indemnification Agreement (Along Mobile Technologies Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 9 contracts

Samples: Indemnification Agreement (Cryolife Inc), Indemnification Agreement (Versatility Inc), Indemnification Agreement (Versatility Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or her or on his or her behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 8 contracts

Samples: Indemnification Agreement (LTX-Credence Corp), Indemnification Agreement (State Street Corp), Indemnification Agreement (LTX-Credence Corp)

Partial Indemnification. If the an Indemnitee is entitled under any provision of this Agreement Article to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys’ fees), judgments, fines, penalties fines or amounts paid in settlement actually and reasonably incurred by him or on his behalf of the Indemnitee in connection with any Proceeding action, suit, proceeding or investigation and any appeal therefrom but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses (including attorneys’ fees), judgments, fines, penalties fines or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Citrix Systems Inc), Agreement and Plan of Merger (Uroplasty Inc), Agreement and Plan of Merger (Citrix Systems Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 7 contracts

Samples: Indemnification Agreement (Mercury Computer Systems Inc), Indemnification Agreement (Mercury Computer Systems Inc), Indemnification Agreement (Cognex Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesloss and liability suffered and Expenses (including attorneys’ fees), judgmentsJudgments, fines, penalties or amounts paid Fines and Amounts Paid in settlement Settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with an Action, Suit or Proceeding, including any Proceeding appeals, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitledotherwise payable hereunder.

Appears in 7 contracts

Samples: Form of Indemnification Agreement (Fusion Connect, Inc.), Indemnification Agreement (Denali Holding Inc.), Sponsor Stockholders Agreement (Denali Holding Inc.)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), witness fees, damages, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but notaction, however, suit or proceeding referred to in Section 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 7 contracts

Samples: Indemnification Agreement (Commerce Energy Group, Inc.), Settlement Agreement and General Release (Commerce Energy Group Inc), Settlement Agreement and General Release (Commerce Energy Group Inc)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), witness fees, damages, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but notaction, however, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 7 contracts

Samples: Indemnification Agreement (Jazz Semiconductor Inc), Indemnification Agreement (Commerce Energy Group Inc), Confidential Severance Agreement and General Release (Commonwealth Energy Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 7 contracts

Samples: Agreement (Pluristem Therapeutics Inc), Form of Indemnification Agreement (Artemis Therapeutics, Inc.), Form of Indemnification Agreement (Artemis Therapeutics, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, not for the total amount thereof, the Corporation shall nevertheless indemnify the provide indemnification to Indemnitee for the that portion of such Expenses, judgmentsjudgment, fines, fines or penalties or amounts paid in settlement to for which the Indemnitee is entitledentitled to be indemnified hereunder.

Appears in 6 contracts

Samples: Indemnity Agreement (Taylor Devices Inc), Indemnity Agreement (Taylor Devices Inc), Indemnity Agreement (Taylor Devices Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and or reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action or proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 6 contracts

Samples: Brightmail Incorporated (Brightmail Inc), Form of Indemnification Agreement (Arlo Technologies, Inc.), Luna Innovations Incorporated (Luna Innovations Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by him or on behalf of the Indemnitee her in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 6 contracts

Samples: Indemnification Agreement (Mod Pac Corp), Indemnification Agreement (Mod Pac Corp), Indemnification Agreement (Astronics Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties settlements or other amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties settlements or other amounts paid in settlement to which the Indemnitee is entitled.

Appears in 6 contracts

Samples: Tekelec Indemnification Agreement (Tekelec), Indemnification Agreement (Sonicwall Inc), Indemnification Agreement (Tekelec)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or on behalf of the Indemnitee his behalf, in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 5 contracts

Samples: Form of Director Indemnification Agreement (Pegasystems Inc), Director Indemnification Agreement (Pegasystems Inc), Director Indemnification Agreement (Pegasystems Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, liabilities, losses, judgments, fines, ERISA taxes or penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, liabilities, losses, judgments, fines, ERISA taxes or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 5 contracts

Samples: Indemnification Agreement (Vonage Holdings Corp), Employment Agreement (Vonage Holdings Corp), Indemnification Agreement (Vonage Holdings Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and or reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 5 contracts

Samples: Indemnification Agreement (LianBio), Indemnification Agreement (Chukong Holdings LTD), Indemnification Agreement (Tuniu Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensescosts, judgments, penalties, fines, penalties liabilities or amounts paid in settlement Expenses actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensescosts, judgments, penalties, fines, penalties or amounts paid in settlement liabilities and Expenses actually and reasonably incurred to which the Indemnitee is entitled.

Appears in 5 contracts

Samples: Indemnification Agreement     (directors and Officers) (EnerSys), Indemnification Agreement (EnerSys), Indemnification Agreement (EnerSys)

Partial Indemnification. If the Indemnitee is entitled under any ----------------------- provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 4 contracts

Samples: Director Indemnification Agreement (Navisite Inc), Indemnification Agreement (Navisite Inc), Director Indemnification Agreement (Navisite Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgments, fines, penalties settlement payments or other amounts paid in settlement actually and reasonably incurred by him or on behalf her in the investigation, defense, appeal or settlement of the Indemnitee in connection with any Proceeding proceeding, but not, however, not for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties settlement payments or other amounts paid in settlement to which the Indemnitee is entitledentitled in accordance with the terms of this Agreement.

Appears in 4 contracts

Samples: Form of Indemnification Agreement (Gelesis Inc), Form of Indemnification Agreement (Lamar Advertising REIT Co), Form of Indemnification Agreement (Lamar Advertising Co/New)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bank for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or her or on his or her behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Bank shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 4 contracts

Samples: Indemnification Agreement (State Street Corp), Indemnification Agreement (State Street Corp), Indemnification Agreement (State Street Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties fines or amounts paid in settlement settlement, actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding such Proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties fines or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 4 contracts

Samples: Indemnity Agreement (Nike Inc), Indemnity Agreement (Symmetry Surgical Inc.), Indemnity Agreement (Steak & Shake Co)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification or to receive advancement by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee (or on behalf of the Indemnitee his or her behalf) in connection with such Proceeding, or any Proceeding claim, issue or matter therein, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 4 contracts

Samples: Director Indemnity Agreement (Novavax Inc), Director Indemnity Agreement (Novavax Inc), Indemnity Agreement (AMERICAN LEARNING Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement judgments and fines actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties judgments or amounts paid in settlement fines to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Form of Indemnity Agreement (Key Technology Inc), Indemnity Agreement (Key Technology Inc), Indemnity Agreement (Gemstone Systems Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitor for some or a portion of the ExpensesExpenses or Fines, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Indemnitor shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties Expenses or amounts paid in settlement Fines to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Securities Purchase Agreement (RAIT Financial Trust), Trustee Indemnification Agreement (RAIT Financial Trust), Indemnification Agreement (Resource Asset Investment Trust)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation Company nevertheless shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Wet Seal Inc), Employment Agreement (Wet Seal Inc), Indemnification Agreement (Knight Trading Group Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitor for some or a portion of the Expensesexpenses, judgments, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding investigation, action, suit, proceeding or ADR mechanism, but not, however, for the total amount thereof, the Corporation Indemnitor shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Cambridge Display Technology, Inc.), Indemnification Agreement (Cambridge Display Technology, Inc.), Indemnification Agreement (Cambridge Display Technology, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement pursuant hereto to indemnification by the Corporation Indemnification for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement settlement, actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, not for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the such portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Morgan Products LTD), Indemnification Agreement (Morgan Products LTD), Indemnification Agreement (Morgan Products LTD)

Partial Indemnification. If the Indemnitee is entitled under any provision ----------------------- of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and or reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding civil or criminal action or proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (2bridge), Indemnification Agreement (Linuxcare Inc), Indemnification Agreement (Numerical Technologies Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Vistaprint LTD), Indemnification Agreement (Gomez Inc), Indemnification Agreement (Vistaprint N.V.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitors for some or a portion of the Expensesexpenses, judgments, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding investigation, action, suit, proceeding or ADR mechanism, but not, however, for the total amount thereof, the Corporation Indemnitors shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Graphic Packaging Corp), Form Agreement] Indemnification Agreement (Graphic Packaging Corp), Indemnification Agreement (Graphic Packaging Holding Co)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bancorp for some or a portion of the Expenses, judgments, fines, penalties settlements or other amounts paid in settlement actually and reasonably incurred by him/her in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Bancorp shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties settlements or other amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Plumas Bancorp), Indemnification Agreement (Hemet Bancorp), Indemnification Agreement (Plumas Bancorp)

Partial Indemnification. If the Indemnitee is entitled under any ----------------------- provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or on his behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Sycamore Networks Inc), Director Indemnification Agreement (Engage Technologies Inc), Indemnification Agreement (Proton Energy Systems Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, not for the total amount thereof, the Corporation shall nevertheless indemnify the provide indemnification to Indemnitee for the that portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement to for which the Indemnitee is entitledentitled to be indemnified hereunder.

Appears in 3 contracts

Samples: Indemnity Agreement (Idex Corp /De/), Credit Agreement, Indemnity Agreement (Idex Corp /De/)

Partial Indemnification. If In the event that Indemnitee is entitled ----------------------- under any provision of this Agreement to indemnification by the Corporation for some or a portion portion, but less than the entire amount of the any Expenses, judgments, fines, penalties or amounts paid or payable in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereofsettlement, the Corporation shall nevertheless fully indemnify Indemnitee in accordance with the Indemnitee applicable provisions of this Agreement for the such portion of such Expenses, judgments, fines, penalties penalties, or amounts paid in settlement to which the Indemnitee is entitledsettlement.

Appears in 2 contracts

Samples: Indemnity Agreement (Logility Inc), Indemnity Agreement (Millionaire Com)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitor for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Indemnitor shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (CIMPRESS PLC), Indemnification Agreement (CIMPRESS PLC)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgmentsjudgment, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or fines and amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Timberline Software Corporation), Indemnification Agreement (Timberline Software Corporation)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement Deed to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: CIMPRESS PLC, CIMPRESS PLC

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitors for some or a portion of the Expensesexpenses, judgments, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding civil or criminal action or proceeding, but not, however, for the total amount thereof, the Corporation Indemnitors, on a joint and several basis, shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Conseco Inc), Indemnification Agreement (Conseco Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgments, fines, penalties fines or amounts paid in settlement settlements actually and or reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action, suit or proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties fines or amounts paid in settlement settlements to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnity Agreement (Guide Holdings Inc), Indemnification Agreement (Natures Sunshine Products Inc)

Partial Indemnification. If the Indemnitee is entitled under any ----------------------- provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Director Indemnification Agreement (Navisite Inc), Director Indemnification Agreement (Navisite Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or fines and amounts paid in settlement actually (including all interest, assessments and reasonably incurred by other charges paid or on behalf of the Indemnitee payable in connection with any Proceeding or in respect of such Expenses, judgments, fines and amounts paid in settlement), but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Endurance International Group Holdings, Inc.), Indemnification Agreement (Endurance International Group Holdings, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, or penalties or amounts paid in settlement actually and reasonably incurred by him or on behalf of the Indemnitee her in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, or penalties or amounts paid in settlement to which the Indemnitee is entitled.. 

Appears in 2 contracts

Samples: Executive Employment Agreement (Peak Resorts Inc), Indemnification Agreement (Peak Resorts Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Lion Biotechnologies, Inc.), Indemnification Agreement (Lion Biotechnologies, Inc.)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), witness fees, damages, judgments, fines, penalties or fines and amounts paid in settlement actually settlement, and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but notaction, however, suit or proceeding referred to in Section 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnity Agreement (Silicon Storage Technology Inc), Corporation Indemnity Agreement (Cypros Pharmaceutical Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Curtiss Wright Corp), Indemnification Agreement (Navisite Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesany expenses, judgments, finesfines or penalties, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in a proceeding or in connection with any Proceeding judicial proceeding or arbitration pursuant to Section 8(d) to enforce rights under this Agreement but notis not entitled, however, to indemnification for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 2 contracts

Samples: Form of Indemnification Agreement (United Therapeutics Corp), Indemnification Agreement (Organovo Holdings, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision provisions of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement judgments ad fines actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding Proceeding, but not, not however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties judgments or amounts paid in settlement fines to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Oregon Baking Co Dba Marsee Baking)

Partial Indemnification. If In the event that Indemnitee is entitled under ----------------------- any provision of this Agreement to indemnification by the Corporation for some or a portion but less than the entire amount of the any Expenses, judgments, fines, penalties or amounts paid or payable in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereofsettlement, the Corporation shall nevertheless fully indemnify Indemnitee in accordance with the Indemnitee applicable provisions of this Agreement for the such portion of such Expenses, judgments, fines, fines penalties or amounts paid in settlement to which the Indemnitee is entitledsettlement.

Appears in 1 contract

Samples: Indemnity Agreement (International Computex Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or fines and amounts paid in settlement actually (including all interest, assessments and reasonably incurred by other charges paid or on behalf of the Indemnitee payable in connection with any Proceeding or in respect of such Expenses, judgments, fines and amounts paid in settlement) but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Spectranetics Corp)

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Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesany expenses, judgments, fines, penalties or amounts paid in settlement settlement, actually and reasonably incurred by or on behalf of the Indemnitee in a proceeding or in connection with any Proceeding judicial proceeding or arbitration pursuant to Section 8(d) to enforce rights under this Agreement but notis not entitled, however, to indemnification for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Form of Indemnification Agreement (UNITED THERAPEUTICS Corp)

Partial Indemnification. If the Indemnitee is entitled to indemnification under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), liabilities, judgments, finespenalties, penalties or fines and amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf in the investigation, defense, appeal or settlement of the Indemnitee in connection with any Proceeding such suit, action or proceeding, but not, however, for the total amount thereof, the Corporation i-STAT shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Officer Indemnification Agreement (I Stat Corporation /De/)

Partial Indemnification. If In the event that Indemnitee is entitled ----------------------- under any provision of this Agreement to indemnification by the Corporation for some or a portion but less than the entire amount of the any Expenses, judgments, fines, penalties or amounts paid or payable in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereofsettlement, the Corporation shall nevertheless fully indemnify Indemnitee in accordance with the Indemnitee applicable provisions of this Agreement for the such portion of such Expenses, judgments, fines, fines penalties or amounts paid in settlement to which the Indemnitee is entitledsettlement.

Appears in 1 contract

Samples: Indemnity Agreement (International Computex Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesany Expenses or liabilities of any type whatsoever (including, but not limited to, judgments, fines, penalties or ERISA excise taxes and penalties, and amounts paid in settlement) incurred in the investigation, defense, settlement actually and reasonably incurred by or on behalf appeal of the Indemnitee in connection with any Proceeding a Proceeding, but notnot entitled, however, to indemnification for all of the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Treaty Oak Bancorp Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by [him/her] or it or on [him/her] or its behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Ribbon Communications Inc.)

Partial Indemnification. If In the event Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation hereunder for some or a portion of the Expenses, judgments, fines, penalties or and amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Millerknoll, Inc.)

Partial Indemnification. If In the event Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation hereunder for some or a portion of the Expenses, judgments, fines, penalties or penalties, and amounts paid in settlement actually and reasonably incurred by him or on behalf her in the investigation, defense, appeal or settlement of the Indemnitee in connection with any Proceeding Claim but not, however, for all of the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Gentex Corp)

Partial Indemnification. If the Indemnitee is entitled to indemnification under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), liabilities, judgments, finespenalties, penalties or fines and amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf in the investigation, defense, appeal or settlement of the Indemnitee in connection with any Proceeding such suit, action or proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Officer Indemnification Agreement (Star Scientific Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, costs, judgments, fines, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the such Indemnitee in connection with any Proceeding Proceeding, but not, however, is not entitled to indemnification for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, costs, judgments, finespenalties, penalties or fines and amounts paid in settlement actually incurred by such Indemnitee to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Governance Agreement

Partial Indemnification. If the an Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation under either Section 1 or Section 2 for some or a portion of the Expensesexpenses including attorneys’ fees, judgments, finespenalties, penalties or fines and amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding settlement, but not, however, not for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesthe expenses, judgments, finespenalties, penalties fines or amounts paid in settlement to for which the Indemnitee is entitledentitled to be indemnified.

Appears in 1 contract

Samples: Indemnification Agreement (La-Z-Boy Inc)

Partial Indemnification. If the Indemnitee is entitled under any ----------------------- provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgments, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action, suit or proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Active Power Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled. 12.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Arch Wireless Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bank for some or a portion of the Expenses, judgments, fines, penalties settlements or other amounts paid in settlement actually and reasonably incurred by him/her in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Bank shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties settlements or other amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Plumas Bancorp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties fines or amounts paid in settlement actually and or reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding civil or criminal action or proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties fines or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Remec Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, fines or penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defense, appeal or settlement of any Proceeding Proceedings but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Mobility Electronics Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, finesfine, penalties or amounts paid in settlement actually and reasonably incurred by him or on behalf of the Indemnitee his behalf, in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Director Indemnification Agreement (Commerce Group Inc /Ma)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Atlantic Tele Network Inc /De)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee's behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, then the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Exe Technologies Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or on his behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or and amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Yankee Candle Co Inc)

Partial Indemnification. If the an Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation under Section 6.01 or 6.02 for some or a portion of the Expensesexpenses including attorneys’ fees, judgments, penalties, fines, penalties or and amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding settlement, but not, however, not for the total amount thereofamount, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesthe expenses, judgments, penalties, fines, penalties or amounts paid in settlement to for which the Indemnitee is entitledentitled to be indemnified.

Appears in 1 contract

Samples: Shareholders Agreement (Heugenis Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, fines penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (RestorGenex Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Indemnitor for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Indemnitor shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, liabilities, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (International Textile Group Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, finesFines, penalties or amounts paid in settlement by or on behalf of Indemnitee actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, finesFines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Phoenix Footwear Group Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him/her or on his/her behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (United Natural Foods Inc)

Partial Indemnification. If the Indemnitee is shall be entitled under any provision of this ----------------------- Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses (including attorneys' fees), witness fees, damages, judgments, fines, penalties or fines and amounts paid in settlement actually settlement, and reasonably incurred by or on behalf of the any other amounts that Indemnitee becomes legally obligated to pay in connection with any Proceeding but notaction, howeversuit, or proceeding referred to in Section 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Tier Technologies Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by the Indemnitee or on the Indemnitee's behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Exe Technologies Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bank for some or a portion of the Expensesexpenses, judgmentsjudgment, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding civil or criminal action, suit or proceeding, but not, however, for the total amount thereof, the Corporation Bank shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (American River Bankshares)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any EXHIBIT 10R Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Cognex Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, not however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Central Corp. Indemnification Agreement (Body Central Corp)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification or to receive advancement by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by Indemnitee (or on behalf of the Indemnitee his or her behalf) in connection with such Proceeding, or any Proceeding claim, issue or matter therein, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Quantumsphere, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expenses, judgments, fines, penalties or penalties, amounts paid in settlement actually and reasonably incurred by other liability and loss suffered (including all interest, assessments and other charges paid or on behalf of the Indemnitee payable in connection with any Proceeding or in respect of such Expenses, judgments, fines, penalties, amounts paid in settlement and other liability and loss suffered), but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Form of Indemnification Agreement (MN8 Energy, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the thereof,-the-Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Safety Components International Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Company for some or a portion of the Expensesexpenses, judgments, fines, penalties or amounts paid in settlement actually and or reasonably incurred by or on behalf of the Indemnitee in connection with ​ ​ the investigation, defense, appeal or settlement of any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation Company shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (NetEase, Inc.)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties penalties, damages or amounts paid in settlement settlements actually and or reasonably incurred by or on behalf of the Indemnitee in connection with the investigation, defence, appeal or settlement of any Proceeding Proceeding, but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the that portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to for which the Indemnitee is entitledentitled to indemnification.

Appears in 1 contract

Samples: Indemnification Agreement (Thompson Creek Metals CO Inc.)

Partial Indemnification. If the Indemnitee is entitled under any ----------------------- provision of this Agreement to indemnification by the Corporation Indemnitors for some or a portion of the Expensesexpenses, judgments, fines, fines or penalties actually or amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding civil or criminal action or proceeding, but not, however, for the total amount thereof, the Corporation Indemnitors shall nevertheless indemnify the Indemnitee for the portion of such Expensesexpenses, judgments, fines, fines or penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Boston Properties Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation for some or a portion of the Expenses, judgments, fines, penalties or amounts paid in settlement actually and reasonably incurred by him or it or on his or its behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Sonus Networks Inc)

Partial Indemnification. If In the event that Indemnitee is entitled ----------------------- under any provision of this Agreement to indemnification by the Corporation for some or a portion but less than the entire amount of the any Expenses, judgments, fines, penalties or and/or amounts paid or payable in settlement actually and reasonably incurred by or on behalf of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereofsettlement, the Corporation shall nevertheless fully indemnify Indemnitee in accordance with the Indemnitee applicable provisions of this Agreement for the such portion of such Expenses, judgments, fines, penalties or and/or amounts paid in settlement to which the Indemnitee is entitledsettlement.

Appears in 1 contract

Samples: Employment Agreement (Sterling Software Inc)

Partial Indemnification. If In the event Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation hereunder for some or a portion of the Expenses, judgments, fines, penalties or and amounts paid in settlement actually and reasonably incurred by him or on behalf her in the investigation, defense, appeal or settlement of the Indemnitee in connection with any Proceeding Claim but not, however, for all of the total amount thereof, the Corporation shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties or amounts paid in settlement thereof to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (X Rite Inc)

Partial Indemnification. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Corporation Bank for some or a portion of the Expenses, judgments, fines, penalties settlements or other amounts paid in settlement actually and reasonably incurred by him in the investigation, defense, appeal or on behalf settlement of the Indemnitee in connection with any Proceeding but not, however, for the total amount thereof, the Corporation Bank shall nevertheless indemnify the Indemnitee for the portion of such Expenses, judgments, fines, penalties fines settlements or other amounts paid in settlement to which the Indemnitee is entitled.

Appears in 1 contract

Samples: Western Sierra National Bank Indemnification Agreement (Western Sierra Bancorp)

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